Representation and Warranties of Parent Sample Clauses

Representation and Warranties of Parent. Parent hereby represents and warrants to the Shareholder that Parent has the corporate power and authority to enter into this Agreement and perform all of its obligations under this Agreement. This Agreement has been duly and validly executed and delivered by Parent and constitutes a valid and binding agreement of Parent, enforceable against Parent in accordance with its terms.
AutoNDA by SimpleDocs
Representation and Warranties of Parent. Parent hereby represents and warrants to the Investor as follows:
Representation and Warranties of Parent. Parent hereby represents and warrants to Stockholder that any Shares acquired by Parent upon exercise of the Option will not be taken with a view to the public distribution thereof and will not be transferred or otherwise disposed of except in a transaction registered or exempt from registration under the Securities Act.
Representation and Warranties of Parent. Parent hereby represents and warrants to the Company that, as of the date of this Agreement:
Representation and Warranties of Parent. Parent hereby represents and warrants to Stockholder as follows: (a) Organization, Standing and Power. Parent is a corporation duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporation and has all requisite power and authority to own, lease and operate its properties and to carry on its business as now being conducted.
Representation and Warranties of Parent. Parent represents and warrants to Interactive that (a) Parent is a corporation duly organized, validly existing and in good standing under the laws of the State of California and has the corporate power and authority to enter into this Option Agreement and to carry out its obligations hereunder, (b) the execution and delivery of this Option Agreement by Parent and the consummation by Parent of the transactions contemplated hereby have been duly authorized by all necessary corporate action on the part of Parent and no other corporate proceedings on the part of Parent are necessary to authorize this Option Agreement or any of the transactions contemplated hereby, (c) this Option Agreement has been duly executed and delivered by Parent and constitutes a valid and binding obligation of Parent, and, assuming this Option Agreement constitutes a valid and binding obligation of Interactive, is enforceable against Parent in accordance with its terms, subject to bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and similar laws of general applicability relating to or affecting creditors' rights and to general equity principles, and (d) any Subject Shares acquired upon exercise of the Stock Option will be, and the Stock Option is being, acquired by Parent for its own account and not with a view to the distribution or resale thereof in any manner which would be in violation of applicable United States securities laws. Parent acknowledges the provisions of the legend set forth on the top of the first page of this Option Agreement and covenants to abide by its terms.
Representation and Warranties of Parent. The Parent represents and warrants to the Issuer as follows:
AutoNDA by SimpleDocs
Representation and Warranties of Parent. Parent represents and warrants to the Shareholders and the Company as follows:
Representation and Warranties of Parent. The representations and warranties regarding Parent set forth in this Agreement shall be true and correct at and as of the Effective Time as if made at and as of the Effective Time, except as a result of actions which Parent is permitted or required to take under the terms of this Agreement.

Related to Representation and Warranties of Parent

  • REPRESENTATIONS AND WARRANTIES OF PARENT Parent hereby represents and warrants to the Stockholder as follows:

  • Representations and Warranties of Parties A. Redeveloper represents and warrants to City as follows:

  • REPRESENTATIONS AND WARRANTIES OF PARENT AND PURCHASER Parent and Purchaser represent and warrant to the Company as follows:

  • REPRESENTATIONS AND WARRANTIES OF PARENT AND SUB Parent and Sub represent and warrant to the Company as follows:

  • REPRESENTATIONS AND WARRANTIES OF COMPANY The Company hereby represents and warrants to each Purchaser as follows:

  • REPRESENTATIONS AND WARRANTIES OF PARENT AND BUYER Parent and Buyer hereby jointly and severally represent and warrant to the Sellers that:

  • Representations and Warranties of XXXX XXXX hereby represents and warrants to the Seller and the Servicer as of the Initial Closing Date and each Subsequent Closing Date:

  • Representations and Warranties of Party B Party B hereby represents and warrants on his own behalf to Party A that as of the date of this Agreement: 4.1.1 he has the power and right to sign, deliver, and perform his obligations under this Agreement, and that the said documents shall constitute his legal, valid, and binding obligations enforceable in accordance with their terms; 4.1.2 the execution and delivery of this Agreement or any other contracts, and the performance of his obligations thereunder, will not violate PRC law, breach or result in a default of any contract or instrument to which he is subject, or result in a breach, suspension, or revocation of any grant, license, or approval or result in the imposition of any additional conditions being imposed thereon; and 4.1.3 he is the lawful owner of the Equity Interest held by himself and has not created any Security Interest over such Equity Interest other than the Equity Pledge Agreement.

  • REPRESENTATIONS AND WARRANTIES OF PUBCO As of the Closing, Pubco represents and warrants to Priveco and the Selling Shareholders and acknowledges that Priveco and the Selling Shareholders are relying upon such representations and warranties in connection with the execution, delivery and performance of this Agreement, notwithstanding any investigation made by or on behalf of Priveco or the Selling Shareholders, as follows:

  • Representations and Warranties of the Parent The Parent represents and warrants as follows to each Shareholder and the Company that, except as set forth in the reports, schedules, forms, statements and other documents filed by the Parent with the SEC and publicly available prior to the date of this Agreement (the “Parent SEC Documents”):

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!